ITRON, INC. — Director's Dealing 2019

Sep 10, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ITRON, INC. (ITRI)
CIK: 0000780571
Period of Report: 2019-09-06

Reporting Person: CADIEUX MICHEL (SVP, HR)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-09-06	Common Stock	M	8223	$35.29	Acquired	49702	Direct
2019-09-06	Common Stock	M	3017	$35.29	Acquired	52719	Direct
2019-09-06	Common Stock	M	13443	$35.29	Acquired	66162	Direct
2019-09-06	Common Stock	S	34683	$71.13	Disposed	31479	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-09-06	Stock Option (Right to Buy)	$35.29	M	8223	Disposed	2024-02-19	Common Stock (8223)	Direct
2019-09-06	Stock Option (Right to Buy)	$35.29	M	3017	Disposed	2025-02-19	Common Stock (3017)	Direct
2019-09-06	Stock Option (Right to Buy)	$35.29	M	13443	Disposed	2025-02-19	Common Stock (13443)	Direct

Footnotes

F1: Represents the number of stock options exercised under a Rule 10b5-1 Trading Plan enter into previously.

F2: Represents number of shares sold under a Rule 10b5-1 Trading Plan entered into previously.

F3: Represents weighted average price. Shares were sold in multiple transactions at prices ranging from $70.73 to $71.35, inclusive. Reporting person undertakes to provide to the issuer, any shareholder of the issuer, or the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges specified.

F4: This option vested in one-third annual increments on each of February 19, 2015, February 19, 2016, and February 19, 2017.

F5: This option vested in one-third annual increments on each of February 19, 2016, February 19, 2017, and February 19, 2018.